1 Rev. October 2023
SECOND MODIFICATION OF AGREEMENT NO. 10710 (CCS)
This Second Modification of Agreement No. 10710 (CCS) (“Second Modification”), entered into as of _________________ (“Execution Date”), by and between the CITY OF SANTA MONICA (“City”), a California municipal corporation, and MODAXO TRAFFIC MANAGEMENT USA INC. (“Modaxo”), a Delaware corporation, is made with reference to the following:
RECITALS
A. On or about November 28, 2018, the City and Conduent State & Local Solutions, Inc. (“Conduent”) entered into Agreement No. 10710 (“Original Agreement”) for Conduent to provide City with software, hardware, and data hosting services related to the operation and maintenance of a parking citation issuance and management system.
B. On or about June 27, 2023, the City and Conduent entered into the First Modification of the Original Agreement (“First Modification”) which extended the agreement term for an additional two years. The Original Agreement, as modified by the First Modification, may be referred to collectively herein as “the Agreement.” C. On May 1, 2024, Conduent, Modaxo, and the City executed a tri-party Consent, Assignment and Assumption Agreement (the “Assignment”) whereby Conduent assigned all of its interests in the Agreement to Modaxo, and Modaxo assumed all of Conduent’s obligations to the City under the Agreement. The City consented to the Assignment between Conduent and Modaxo.
D. The City and Modaxo now desire to further modify the Agreement by extending the agreement term for an additional six months to December 31, 2025.
TERMS AND CONDITIONS
Now, therefore, the undersigned parties do hereby mutually agree to modify the Agreement as follows:
1. Section 1 of the Agreement titled “Term” shall be deleted in its entirety and replaced with the following:
Docusign Envelope ID: 55A76FBC-E944-4E5C-ACAA-E8CD1DB5348C 7/25/2025
2 Rev. October 2023
Term. This Agreement begins on the Execution Date and terminates on December 31, 2025, unless terminated earlier as provided in Section 14 or extended by the parties in writing.
2. Section 4 of the Agreement titled “Compensation” shall be modified by adding the following paragraph:
In addition to the Services, the City shall compensate Modaxo in an amount not to exceed $27,300 for the Additional Services set forth in Exhibit B-2. The total amount of compensation paid to Modaxo for the Services and the Additional Services under this Agreement shall at no time exceed $250,000.
3. Execution in Counterparts. This Second Modification may be executed in counterparts with the same effect as if both parties hereto had executed the same document. All counterparts shall be construed together and shall constitute a single document. Any signature to this Second Modification transmitted electronically through DocuSign or PDF shall be deemed an original signature and be binding upon the parties hereto (it being agreed that such electronic signature shall have the same force and effect as an original signature).
4. Exhibit B-1 to the Agreement shall be replaced and superseded by Exhibit B-2 (Pricing Schedule), a copy of which is attached to this Second Modification and incorporated into the Agreement upon execution.
5. Except as expressly modified by this Second Modification, all other terms and conditions of the Agreement shall be and remain in full force and effect.
Docusign Envelope ID: 55A76FBC-E944-4E5C-ACAA-E8CD1DB5348C 3 Rev. October 2023
IN WITNESS WHEREOF, the parties have executed this Second Modification as of the date and year first written above.
ATTEST:
______________________________
DENISE ANDERSON-WARREN
City Clerk
APPROVED AS TO FORM:
______________________________
LANE DILG
City Attorney
CITY OF SANTA MONICA,
a municipal corporation
By:
______________________________
RICK COLE
City Manager
MODAXO Corporation
#VENDOR
By:
_______________________________
Docusign Envelope ID: 55A76FBC-E944-4E5C-ACAA-E8CD1DB5348C 7/15/2025
City Attorney
DOUGLAS SLOAN
7/16/2025
Group Leader
Scott Winks
Modaxo Traffic Management USA Inc.
City Manager
7/25/2025
City Clerk Oliver Chi
7/28/2025
Nikima Newsome
4 Rev. October 2023
Exhibit B-2
Pricing Schedule
The CITY shall compensate the CONTRACTOR for its services according to the pricing schedule below.
1. Primary Components
a. Citation Management System Android (Hosting) - $22,054.40 One-time Payment upon delivery and acceptance of CitySight® Enforcement and CitySight® Enforcement Manager Software.
b. Citation Management System iOS(Hosting) - $5,263.60 One-time Payment made upon delivery and acceptance of CitySight® Enforcement and CitySight®. c. Maintenance Costs – Citation Management System - $625/per month payable 30 days after contract execution. Upon July 1st, 2025, the Maintenance cost is $2,150 / per month.
d. Below is the annual costs per year:
Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Citation Management
System (Hosting) $26,318 $ - $ - $ - $ - $ -
$
-
Annual Maintenance
Costs - Issuance
Device $ - $ - $ - $ - $ - $ -
$
-
Annual Maintenance
Costs - Citation
Management System $7,500 $7,725 $7,957 $8,195 $8,441 $8,695 $8,955 $12,900 Integration Costs $ - $ - $ - $ - $ - $ -
$
-
Any Other Costs $ - $ - $ - $ - $ - $ -
$
-
Total $33,818 $7,725 $7,957 $8,195 $8,441 $8,695 $8,955 $12,900
2. Option Services
a. Management and Productivity tool - $2,400/month payment made upon delivery and recurring monthly after acceptance of CitySight® Productivity Manager Application.
3. Pricing Assumptions
a. Annual increase – above pricing includes an annual increase of 3% for years 2 through
7. b. iOS Development – iOS Citation Issuance System will be deployed 180 days contract execution.
c. Below is the annual cost per year:
Column1 Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Optional Services - CitySight
Enforcement Manager $ - $ - $ - $28,800 $28,800 $28,800 $28,800 $14,400 Docusign Envelope ID: 55A76FBC-E944-4E5C-ACAA-E8CD1DB5348C 5 Rev. October 2023
Docusign Envelope ID: 55A76FBC-E944-4E5C-ACAA-E8CD1DB5348C